What Big Ben offer

Fuel your company's future

At Big Ben, we provide companies that have reached a certain
stage of maturity the opportunity to go public at the leading
European Small Cap market. We have successfully raised capital
and listed numerous companies with our partners in Stockholm,
and have a broad range of contacts with the financial markets.
Unlike most of our competitors we can actually raise capital for
your company on the open market through our road show program
should you choose so.

How to float your company

Unlike our competitors, who only offer assistance with the
listing process itself, we can actually raise capital for your
company on the open market through our road show program should
you choose so. No company should start out empty-handed after
going public, and we can provide your company with at least 500
shareholders to start with, in addition to introducing you to an
investor pool of 80,000 people. This way, you’ll be able to
start off with a healthy amount of both capital and liquidity.
Running a roadshow also means that you'll be able to cover your
listing expenses with the money you raise during the roadshow.

Why float?

The following are the best reasons for floating your company:

• access to capital both at the time of the initial listing and
in the future through further capital raisings;

• opportunity for existing shareholders to realise the value of
their investment, in whole or in part, in the company;

• creation of a market for the company’s shares, with improved
valuation that a Stockholm listing generally brings; and

• ability to make acquisitions by offering listed securities
rather than, or in addition to, cash as consideration.

Advantages of Listing in Europe

The huge burdens presented by U.S. government regulations place
disproportionately high compliance costs (in time and money) on
small companies. This is why many North American companies today
opt instead to go public in Europe. Listing on a European
exchange provides access to millions of international investors
who shy away from the higher broker fees in America.

European markets have no monthly or annual filing fees, and
investors hold on to their stocks for longer periods of time
than Americans do (thanks to tax advantages being granted for
stock retention). The result is more stable stock prices and
less day trading.

Does my company qualify?

There are a number of eligibility requirements which any
company seeking to be admitted to listing on a MTF List
(multilateral trading facility) must satisfy, including:

• The corporate structure and ownership structure should be as
transparent and simple.

• The board of directors and executive management should be
well informed.

• Prior to the listing, the company should have introduced and
maintained the requisite routines, policies and systems for
information distribution, including financial reporting.

• The company’s website must be set up in accordance with the
requirements set out in the rules of the market place and the EU
Market Abuse Regulations.

• The company must dedicate personnel to the distribution of
information to the market.

• The company must be duly incorporated or otherwise validly
established according to the relevant laws of its place of
incorporation.

• The company must, on a continuous basis, have at least 10
percent (MTF list) of the shares within the share class to be
traded distributed to the general public.

• At the time of admission, the share price must be at least 50
euro cents (€0.50).

• The shares must be registered electronically and must be
subject to clearing and settlement in a manner acceptable by the
Exchange, usually through Euroclear Sweden.

• The company must demonstrate that it has sufficient financial
resources in order to enable it to conduct the planned business
for at least twelve months.

• In connection with listing a prospectus or a company
description (memorandum) must be prepared.

• The company should have minimum 300 qualified shareholders
(i.e. shareholders holding shares worth at least EUR 500), or a
liquidity provider.

Your gateway to success

Brilliant ideas demand great execution. Our people have
world-class professional backgrounds. We can facilitate smooth
due diligence proceedings, coordinate contract construction and
negotiate optimal terms. We take on only a select number of
clients at a given time and devote senior-level attention to
every deal.

Whether you are looking for a listing on a public stock
exchange, a tune-up on a business plan, or a private placement
memorandum, Big Ben Venture can meet all your needs in a timely
fashion. Some of our previous clients include Lotus
pharmaceuticals, Fisker Automotive, Facebook, and Twitter.

Big Ben's team consists of creative and experienced
professionals focused on under-served, small to mid-cap private
companies. Our team has deep expertise and broad knowledge. We
provide first class execution in the following areas:

Big Ben offers

A uniquely positioned firm that can mobilize a set of
integrated services to help you from the strategic planning
stage through the execution of your IPO and for life as a public
company and beyond.

A dedicated team of professionals specializing in IPOs, who can
leverage the power of Big Ben's experience. The proven track
record will help help you move forward quickly. A proactive
resolution of issues will result in fewer surprises and delays.

Main equity markets

Sweden offers a range of listing alternatives and venues. The
largest exchange in Sweden is Nasdaq Stockholm, which is part of
Nasdaq Group, Inc.

Nasdaq Stockholm operates two equity markets:

Main Market. This is the flagship market in the Nordic
region and is intended principally for well-established
companies. The Main Market is an EU regulated market and,
accordingly, its listing requirements are based on the
applicable European standards (www.nasdaqomxnordic.com).

First North. This is a multilateral trading facility
(MTF) under EU legislation with lighter requirements and rules
than those that apply to the Main Market. First North normally
suits small, young or growth companies and is often the first
step towards listing on the Main Market
(www.nasdaqomxnordic.com/firstnorth).

Nordic Growth Market Stockholm (NGM Stock Exchange) is the
other exchange in Sweden. NGM is aimed primarily at small and
medium-sized growth companies.
NGM operates two equity markets:NGM Equity. This is an EU regulated market (www.ngm.se).Nordic MTF. This is an MTF (www.nordicmtf.se).

Mirror listing with Stuttgart, or dual OTCQX Int.

We offer a very attractive mirror listing between Stuttgart and
NGM Stockholm. The trading of your securities on the Stuttgart
Stock Exchange is made extremely attractive by the trading
segments and initiatives, tailor-made specifically for private
investors and the special features of the different classes of
securities. Stockholm (and Stuttgart) offers less cost, better
liquidity, and greater access to capital than OTCBB in U.S.A.

In addition we can offer a dual listing in the U.S.A. with
OTCQX International, for companies already listed on a qualified
stock exchange.